The original Form 8-K, filed on November 9, 2005, is hereby amended by this Form 8-K/A to amend the Pooling and Servicing Agreement, dated as of October 1, 2005, among Bear Stearns Asset-Backed Securities I LLC as depositor, Ocwen Mortgage Asset Trust I, Ellington Acquisition Trust 2005-1 and Ellington Acquisition Trust 2005-2 as Sellers, Ocwen Loan Servicing, LLC as Servicer, Wells Fargo Bank, N.A., as Custodian, Risk Management Group, as Risk Manager, LaSalle Bank National Association, as Master Servicer and Securities Administrator, and Citibank, N.A. as trustee.

Item 9.

Financial Statements, Pro Forma Financial Information and Exhibits.

(a)Not applicable

(b)Not applicable

(c)Exhibits (executed copies): The following execution copies of Exhibits to the Form S-3 Registration Statement of the Registrant are hereby filed:

AMENDMENT NO. 1 ("Amendment"), dated as of the 20th day of January, 2006, to the Agreement (defined below). Capitalized terms used herein shall have the meanings given thereto in the Agreement.

WHEREAS, BEAR STEARNS ASSET BACKED SECURITIES I LLC, a Delaware limited liability company, as depositor (the “Depositor”), OCWEN LOAN SERVICING, LLC, a Delaware limited liability company, as Servicer (in such capacity, the “Servicer”), OCWEN MORTGAGE ASSET TRUST I, as a Seller (“Ocwen Trust”), ELLINGTON MORTGAGE ACQUISITION TRUST 2005-1, as a Seller (“Ellington 2005-1”), ELLINGTON ACQUISITION TRUST 2005-2, as a Seller (“Ellington 2005-2” and, together with Ocwen Trust and Ellington 2005-1, the “Sellers”), LASALLE BANK NATIONAL ASSOCIATION, a national
banking association, as Master Servicer (in such capacity, the “Master Servicer”) and as Securities Administrator (in such capacity, the “Securities Administrator”), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as custodian (the “Custodian”), RISK MANAGEMENT GROUP, LLC, a limited liability company, as Risk Manager (the “Risk Manager”), and CITIBANK, N.A., a national banking association, not in its individual capacity, but solely as trustee (the “Trustee”) entered into a Pooling and Servicing Agreement, dated as of October 1, 2005 (the “Agreement”), providing for the issuance of Bear Stearns Asset Backed Securities I LLC, Asset-Backed Certificates, Series
2005-CL1 (the
“Certificates”); and

WHEREAS, Section 12.01 of the Agreement permits the amendment of the Agreement by the Depositor, the Sellers, the Servicer, the Master Servicer, the Securities Administrator, the Custodian, the Risk Manager and the Trustee, without notice to or the consent of any of the Certificateholders, to correct or supplement any provisions therein that may be defective or inconsistent with any other provisions therein; and

WHEREAS, the Depositor, the Sellers, the Servicer, the Master Servicer, the Securities Administrator, the Custodian, the Risk Manager and the Trustee wish to amend the Agreement as set forth herein; and

WHEREAS, the execution of this Amendment has been duly authorized by the Depositor, the Sellers, the Servicer, the Master Servicer, the Securities Administrator, the Custodian, the Risk Manager and the Trustee (at the direction of the Depositor); and

NOW THEREFORE, the Depositor, the Sellers, the Servicer, the Master Servicer, the Securities Administrator, the Custodian, the Risk Manager and the Trustee (at the direction of the Depositor) hereby agree as follows:

Section 1.

The reference to “20.25%” in the definition of “Certificate Margin” with respect to the Class M-4 Certificates is hereby replaced with “2.025%”.

The reference to “30%” in the parenthetical in the first sentence thereof is hereby replaced with “25%”.

Section 2.

This Amendment may be executed in any number of counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute but one and the same instrument.

Section 3.

Except as set forth in this Amendment No. 1, all other terms and conditions of the Agreement shall remain in full force and effect.

Section 3.

The Trustee shall not be responsible in any manner whatsoever or in respect of the validity or sufficiency of this Amendment No. 1 or for, or in respect of, the recitals contained herein, other than those recitals pertaining directly to the Trustee.

IN WITNESS WHEREOF, the parties hereto have caused their names to be signed hereto by their officers thereunto duly authorized and their seal, duly attested, to be hereunto affixed, all as of the day and year first above written.

On this 17th day of January, 2006, before me, a notary public in and for said State, appeared Baron Silverstein, personally known to me on the basis of satisfactory evidence to be an authorized representative of Bear Stearns Asset Backed Securities I LLC, one of the companies that executed the within instrument, and also known to me to be the person who executed it on behalf of such limited liability company and acknowledged to me that such limited liability company executed the within instrument.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.

By: _/s/MichelleSterling_____________

Notary Public

[Notarial Seal]

STATE OF DELAWARE

)

) ss.:

COUNTY OF NEW CASTLE

)

On this 19th day of January, 2006, before me, a notary public in and for said State, appeared Jason Concavage, personally known to me on the basis of satisfactory evidence to be an authorized representative of Delaware Trust Company, National Association, the Owner Trustee of Ocwen Mortgage Asset Trust I, (“OMAT”), one of the entities that executed the within instrument, and also known to me to be the person who executed it on behalf of Delaware Trust Company, National Association, not in its individual capacity but solely as Owner Trustee of OMAT.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.

On this 18th day of January, 2006, before me, a notary public in and for said State, appeared Mitchell Levine, personally known to me on the basis of satisfactory evidence to be an authorized representative of Wells Fargo Delaware Trust Company (“WFDTC”), the Acquisition Trustee of Ellington Acquisition Trust 2005-1 (the “Acquisition Trust”), one of the entities that executed the within instrument, and also known to me to be the person who executed it on behalf of WFDTC, not in its individual capacity but solely as Acquisition Trustee for the Acquisition Trust.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.

On this 18th day of January, 2006, before me, a notary public in and for said State, appeared Mitchell Levine, personally known to me on the basis of satisfactory evidence to be an authorized representative of Wells Fargo Delaware Trust Company (“WFDTC”), the Acquisition Trustee of Ellington Acquisition Trust 2005-2 (the “Acquisition Trust”), one of the entities that executed the within instrument, and also known to me to be the person who executed it on behalf of WFDTC, not in its individual capacity but solely as Acquisition Trustee for the Acquisition Trust.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.

On this 17th day of January, 2006, before me, a notary public in and for said State, appeared Richard Delgado, personally known to me on the basis of satisfactory evidence to be an authorized representative of Ocwen Loan Servicing, LLC, one of the corporations that executed the within instrument, and also known to me to be the person who executed it on behalf of such corporation and acknowledged to me that such corporation executed the within instrument.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.

On this 18th day of January, 2006, before me, a notary public in and for said State, appeared Christopher Lewis, personally known to me on the basis of satisfactory evidence to be an authorized representative of LaSalle Bank National Association, one of the corporations that executed the within instrument, and also known to me to be the person who executed it on behalf of such corporation and acknowledged to me that such corporation executed the within instrument.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.

On this 20th day of January, 2006, before me, a notary public in and for said State, appeared John Hannon, personally known to me on the basis of satisfactory evidence to be an authorized representative of Citibank, N.A., one of the corporations that executed the within instrument, and also known to me to be the person who executed it on behalf of such corporation and acknowledged to me that such corporation executed the within instrument.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.

On this 18th day of January, 2006, before me, a notary public in and for said State, appeared Leigh Taylor, personally known to me on the basis of satisfactory evidence to be an authorized representative of Wells Fargo Bank, National Association that executed the within instrument, and also known to me to be the person who executed it on behalf of such corporation, and acknowledged to me that such corporation executed the within instrument.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.

On this 20th day of January, 2006, before me, a notary public in and for said State, appeared John Cafiero, personally known to me on the basis of satisfactory evidence to be an authorized representative of The Risk Management Group that executed the within instrument, and also known to me to be the person who executed it on behalf of such corporation, and acknowledged to me that such corporation executed the within instrument.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.

On this 20th day of January, 2006, before me, a notary public in and for said State, appeared Charles Cacici, personally known to me on the basis of satisfactory evidence to be an authorized representative of The Risk Management Group that executed the within instrument, and also known to me to be the person who executed it on behalf of such corporation, and acknowledged to me that such corporation executed the within instrument.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.